Zhong Guo Jing Ji Wang·2025-11-06 02:58Core Viewpoint - Huaihe Energy plans to acquire 89.30% equity of Huaihe Energy Power Group from its controlling shareholder, Huainan Mining, through a combination of issuing shares and cash payment, pending approval from the China Securities Regulatory Commission [1][7]. Group 1: Transaction Details - The transaction involves a total price of 1,169,412.85 million yuan, with cash payment of 175,411.93 million yuan and share payment of 994,000.92 million yuan [5][6]. - The share issuance price is set at 3.03 yuan per share, which is not lower than 80% of the average trading price over the last 120 trading days prior to the pricing date [4][5]. - The number of shares to be issued for the acquisition is 3,280,531,105 shares [6]. Group 2: Valuation and Assessment - The total equity value of the target company, Huaihe Energy Power Group, is assessed at 1,309,532.87 million yuan using the asset-based approach, with a 22.23% increase from its book value [2][4]. - The final transaction price for the 89.30% equity is based on the approved valuation, amounting to 1,169,412.85 million yuan [4][5]. Group 3: Shareholding Structure Post-Transaction - After the transaction, the total share capital of Huaihe Energy will increase to 7,166,792,170 shares, with Huainan Mining and its concerted parties holding 80.08% of the shares [7]. - The public shareholding ratio will remain above 10%, ensuring compliance with stock listing requirements [7].